Terms of Use and Service

  


BY INSTALLING AND USING THE WEBSITE WWW.DOPPELIO.COM OR ANY APIS PUBLISHED FOR YOUR USE (“APP”) OR AND ANY OF THE WEB-BASED SERVICE, WHICH PROVIDES CUSTOMERS WITH A HOSTED PLATFORM FOR TESTING INTERNET OF THINGS (IoT) SOFTWARE, OR RELATED FEATURES, CONTENT OR APPLICATIONS (COLLECTIVELY REFERRED TO AS “SERVICES”) OF DOPPELIO TECHNOLOGIES PRIVATE LIMITED, A PRIVATE LIMITED COMPANY INCORPORATED AND EXISTING UNDER THE LAWS OF INDIA AND HAVING ITS REGISTERED OFFICE AT #22, 1ST MAIN, 1ST CROSS, BALARAMA L/O, RR NAGAR, BANGALORE 560098, INDIA (“COMPANY”/“WE”/“US”/”OUR” AS APPLICABLE), YOU – AN A LEGAL ENTITY (A CORPORATE, A PARTNERSHIP, OR ANY OTHER LEGAL ENTITY), IDENTIFIED BY THE DETAILS PROVIDED DURING THE REGISTRATION PROCESS OR AN INDIVIDUAL EMPLOYEE WHO MAY BE A DEVELOPER, TESTER, ARCHITECT, PROJECT MANAGER OR TEST MANAGER) DESIGNATED BY THE BUSINESS ENTITY TO USE THE SERVICE FOR THE BENEFIT OF THE BUSINESS ENTITY (“BUSINESS ENTITY”) OR AN INDIVIDUAL IN YOUR OWN CAPACITY (SUCH BUSINESS ENTITY OR INDIVIDUAL MAY BE REFERRED TO AS “USER”), INCLUDING USERS WHO ARE CONTRIBUTORS OF CONTENT, AGREE TO THESE TERMS OF USE READ TOGETHER WITH VARIOUS POLICIES INCLUDING BUT NOT LIMITED TO THE PRIVACY POLICY www.doppelio.com/privacy-policy  (“AGREEMENT/TERMS”) AS AVAILABLE ON THE APP. 

IF YOU ARE ACTING ON BEHALF OF THE BUSINESS ENTITY, THEN YOU REPRESENT AND WARRANT THAT YOU ARE COMPETENT TO CONTRACT UNDER RELEVANT LAWS AND ARE DULY AUTHORIZED TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE BUSINESS ENTITY AND THAT YOU HAVE THE PROPER AUTHORITY TO LEGALLY BIND THE BUSINESS ENTITY BY THIS AGREEMENT. IF YOU ARE AN ADMINISTRATOR, YOU MUST NOTIFY US OF ALL PERSONS AND/OR ENTITIES TO WHICH YOU SHALL GIVE ACCESS TO THE SERVICE AND/OR , AND UNDERSTAND THAT YOU SHALL REMAIN FULLY RESPONSIBLE FOR THEIR COMPLIANCE WITH THE TERMS HEREIN.

YOU MAY NOT USE THE APP OR THE SERVICE FOR AN ACTIVITY THAT IS DEEMED ILLEGAL UNDER ANY APPLICABLE LAWS INCLUDING BUT NOT LIMITED TO LAWS AND REGULATIONS GOVERNING PRIVACY, SPAM, EXPORT CONTROL, CONSUMER PROTECTION, UNFAIR COMPETITION. ADDITIONALLY, YOU MUST NOT USE THE SERVICE FOR ANY ACTIVITY THAT WILL BE DEEMED, OR ENCOURAGES ACTIVITY THAT WILL BE DEEMED AS LIBELOUS, DEFAMATORY, OBSCENE, PORNOGRAPHIC, PROFANE OR OTHERWISE OBJECTIONABLE. 

This document is an electronic record in terms of the Information Technology Act, 2000 (“IT Act”) and the rules thereunder as applicable and the provisions pertaining to electronic records in various statutes as amended by the IT Act and is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries guidelines) Rules, 2011 amended from time to time, that require publishing the rules and regulations, privacy policy and Terms of Use for access or usage of the App. This electronic record is generated by a computer system and does not require any physical or digital signatures.

Please read these terms carefully before using any of the Services and/or the  (defined below). If you do not accept these terms, please do not use the services, leave the website, cease downloading the app, or leave the app.

We enhance, update or may change or discontinue the App, Services at any time with or without notice to you. Modifications may be conveyed to you through updates or upgrades, if we choose to release any. You will have no claim, complaint or demand against us for applying such discontinuance, modifications or for failures incidental to the same. 

Changes to the applicable Terms can be determined by referring to the "LAST UPDATED" legend above. It shall be your responsibility to check terms periodically for changes. Company may require you to provide your consent to the updated terms in a specified manner before any further use of the Services,  is permitted. If no such separate consent is sought, your continued use of the App and Services, following changes to these terms, will constitute your acceptance of those changes.

1. Your account: Each User will need an account and password that is unique to the userID which will be created as a part of the registration process. If you are Business Entity, your purchase of the services would entitle you to a limited number of subscriber access (“user ID”) that you can allocate strictly only to your employees. You are responsible for maintaining the confidentiality of your password and account, and if you are a Business Entity for the userIDs allocated by you, are fully responsible for all activities that occur under your password or account. Each account must be used by you and nobody else and is not transferable. You shall immediately notify the Company if you suspect any unauthorised use of your account or password, you shall provide true, up-to-date and complete information about yourself, if you are a Business Entity about all your userIds during registration and ensure this information remains up-to-date.

2. Fees and payment: Some Services may be free for you to use. Some Services require a payment from you. Some Services may be free for a period, but then require a payment which may be taken automatically based on your pre authorisations. Any particular payment terms of any paid for services will be made clear to you before you agree to pay for them and the relevant payment terms are incorporated into these Terms by reference. When purchasing Services such as a premium Service you may make your purchase through one of our Websites or from an app store provider where applicable. If from an app store provider, you will be subject to the terms of that app store provider, as well as these Terms,.

We may change the price and nature of services at our discretion, but if you are paying for Services, we will always give you notice should the price change, or there is a significant change in the nature of the Services that you are using. We accept no responsibility for any losses you may incur by failing to change or cancel a subscription after we have informed you of any changes to pricing or nature of services. 

3. Right to Use the Service. Subject to the terms of this Agreement and to payment of the applicable fees, we grant you a worldwide, limited, non-exclusive, revocable, non-transferable, and non-assignable, right over the content, testing instances and other related aspects of the Service for IoT software testing without a right to sub-license, right to access and use (on a software-as-a-service basis) the Service solely for testing its own software, websites and applications (in case of a Business Entity, internally) and only for the term that you are entitled to use the Service. 

You may not may not modify, make derivative works of, disassemble, de-compile or reverse engineer any part of the Service software code. You may not access the Service in order to develop or create a similar or competitive product or service. You may not engage in or attempt to engage in: (i) any form of scanning, scraping, probing, robotic navigating, bulk extracting, hacking the Service; (ii) breaching the security of the Service, or any network or server used by the Service, or identifying any security vulnerabilities thereof; (iii) interfering with, circumventing, manipulating, impairing or disrupting the operation, or the functionality of the Service; (iv) working around or circumventing any technical limitations in the Service; or (v) using any tool to enable features or functionalities that are otherwise disabled, inaccessible or undocumented in the Service.

Open Source Software. The Service may use software with open source licenses. All open source software is provided WITHOUT ANY WARRANTY INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Copyrights to the open source software are held by the copyright holders indicated in the copyright notices in the corresponding source files. All provisions in these Terms applicable to the Service (e.g., our warranty, liability, indemnification, and other obligations) will control as between you and the Company over any conflicting terms set forth in any open source software license otherwise applicable to that open source software.

4. Service Quality, Security and Availability. Service availability may be affected by planned and unscheduled maintenance by the hosting service provider. Service hosting maintenance may cause disruptions to the functionality of the Service or to your ability to access and use the Service. If possible, we will notify you of such maintenance, within a reasonable time before it takes place. We employ reasonable security measures, as provided in our hosted based service. We further apply encryption and hashing measures to secure your data transmission and the confidentiality of your access details. However, certain risks are nevertheless inherent in the transmission of information over the Internet and the storage of data on network servers. We do not assume responsibility for risks emanating from such transmission and storage of data. WE MAY EMPLOY TECHNOLOGICAL MEASURES TO DETECT AND PREVENT FRAUDULENT OR ABUSIVE USE OF THE SERVICE. WE MAY TERMINATE YOUR ACCOUNT WITHOUT PRIOR NOTICE AND AT OUR SOLE DISCRETION, IF WE DEEM YOUR USE OF THE SERVICE TO BE FRAUDULENT OR ABUSIVE.

While we will use reasonable efforts to operate the Service efficiently and available at all times, as it is a hosted based Service that relies on network, infrastructure, hardware and software, and may be partly managed and operated by third party providers, we do not warrant that the Service will operate in an uninterrupted or error-free manner, or that it will always be available, free from errors or omissions, malfunctions, bugs or failures, including, but not limited to hardware failures, software failures and software communication failures, originating either in us or any other provider, including, without limitation, third party data providers. If we receive a notice of any failure or malfunction, or if we identify them by ourselves, we will use commercially reasonable efforts to regain the Service’s full availability as soon as possible. However, such incidents will not be considered a breach of this Agreement, and we shall be excused from the performance of our obligations under this Agreement insofar the performance is prevented or interfered with due to acts or conditions beyond our reasonable control. 

5. Intellectual Property – Service. All tangible and intangible rights, title and interest, including copyrights, trademarks, trade names, service marks, trade secrets and other intellectual property rights, and any goodwill associated therewith, in and to the Website, Service, including software, computer code, graphic design, testing platform, templates, forms, lay-out, performance logs and the user interfaces of the Service, and all derivatives, improvements and variations thereof, are and will remain at all times, owned by, or licensed to us. Other than what is expressly granted by this Agreement, this Agreement does not grant you any other rights to patents, copyrights, trade marks (whether registered or unregistered), trade names, trade secrets, domain names or any other rights, functions, licenses or content with respect to or in connection with the Service. 

Your data will be and remain, as between the Company and You, your sole and exclusive property. You provide us a license to use your data for the sole and exclusive purpose of providing the Service, including a license to store, record, transmit, maintain, and display your data only to the extent necessary to provide the Service. You acknowledge that the Service and all elements thereof, including without limitation, all software and all images, analytics, sounds, music, text, icons reports, templates generated and other content, including that generated upon modification, processing and derived out of the user data within those services (other than personal information identifying a User) as well as the arrangement of that data.  its design, structure, capabilities, functionality, business practices, documentation, tutorials, presentations and training material, constitute Dopellio’s confidential information. Accordingly, you must treat all such information as confidential material in a manner no less protective than you use to protect your own similar assets, but in no event less than reasonable care. Without derogating from the foregoing, you will maintain in strict confidentiality any information regarding the Service’s functionality, capabilities, structure, design and all other details related thereto, any of our business practices, tutorials and training material, and will not disclose them, or have them disclosed, directly or indirectly to any third party without our prior written consent. Except as expressly set forth herein, no license is granted by one party to the other with respect the Service, or your data. Nothing in this Agreement will be construed to grant to either party any ownership or other interest, in the Service, or your data, except as explicitly provided in this Agreement.

Notwithstanding the above, the Company owns exclusively any and all tangible and intangible rights throughout the world, including but not limited to rights associated with works of authorship including but not limited to copyrights, neighbouring rights, moral rights, and mask works, and such rights in all derivative works thereof in the tools and other proprietary data collection and processing tools used in performance of the services (“Tools”).

The Company grants you a limited, personal, non-transferable, non-sublicensable, worldwide and non-exclusive licence to use its services and Tools where authorised by us, only and solely in accordance with these Terms. 

6. Your Privacy. We respect your privacy. We will handle your personal information that you provide us or that we collect, including information pertaining to authorized Users, in accordance with our www.doppelio.com/privacy-policy, which is incorporated by reference to this Agreement. When using the Service, you will comply with all applicable privacy and data protection laws, rules and regulations, including, without limitation by: (i) obtaining any required consent from natural persons to the processing of their personal information by the Service and/or us on computer servers located in USA, India, or elsewhere, as may be from time to time and subject to our discretion; (ii) obtaining any required consent from all authorized users, to the collection, processing and use of their personal information by the Service and/or us during the course of registration to and use of, the Service, in so far as such consent is required by any applicable privacy and data protection laws, rules and regulations; (iii) taking full and exclusive responsibility for the privacy and protection of any and all data, of any type, uploaded by your authorized users to the Service data base, whether due to your request, for the use of the Service hereunder or for any other reason. You hereby undertake to indemnify and hold us harmless against any and all claims, demands or lawsuits brought by authorized users or by others on their behalf relating to uploaded data and/or the use of the Service under this Agreement.

7. Your Data/Customer data. Your data will be and remain your property. The Company shall have no obligations with respect to such material. You are solely responsible for such material and warrant that you are the owner of or have obtained necessary permissions, including but not limited to IPR licenses, sublicensing rights if need be, for use of the data for the Services

You provide us a license to use the data for the sole and exclusive purpose of providing the Service, including a license to store, record, transmit, maintain, and display customer data only to the extent necessary to provide the Service. It is your sole responsibility to comply with the applicable laws and regulations related to the protection and use of the personal information in the customer data. Except as expressly set forth herein, no license is granted by party to the other with respect the confidential information, the Service, or customer data. Nothing in this Agreement will be construed to grant to either party any ownership or other interest, in the confidential information, Service, or customer data, except as explicitly provided in this Agreement. 

You acknowledge that we may use anonymous, statistical and aggregated data that is derived from customer data, for our own purposes and that in so far that such use requires consent from data subjects, you represent that you received the necessary consent. You agree that we may collect and store customer data on the service data base for the purposes of delivering the Service to you, and may aggregate non-identifiable customer data with non-identifiable anonymous meta-data from other users and third parties to create anonymous aggregated meta-data that does not identify any individual customer or the metrics or information pertaining to any customer or its authorized users. We will solely own all rights to aggregated data, and have the irrevocable right to maintain, store, use and disclose aggregated data. You represent and warrant that, to the extent required, you have obtained all necessary rights and licenses to the data stored on the service data base for use as contemplated herein and that our use of the data stored on the service data base as set forth herein will not violate any intellectual property rights or privacy rights of any third party. We will take precautions to maintain the confidentiality of your data with the same degree of care as to our own proprietary data, but in no case less than reasonable care. 

Notwithstanding the foregoing, each party agrees and acknowledges that the other party may, wholly or partially disclose confidential information to the extent such disclosure is required in order to comply with a legal obligation including, orders, subpoenas, decrees or request prescribed by a competent judicial, administrative or regulatory authority.

8. User Generated Content: Notwithstanding anything in this Agreement to the contrary, other than personal data (which is covered under our Privacy Policy (www.doppelio.com/privacy-policy ), any material which you create and which you transmit or post using the Public/Open Services as identified on the App, including but not limited to templates, forms, test cases (“User Generated Content”) shall be considered non-confidential and non-proprietary. We shall be free to copy, disclose, distribute, incorporate and otherwise use such material and all data, images, sounds, text and other things embodied therein in perpetuity for any and all commercial or non-commercial purposes. A User may only have one Open/Public account on the App and such Open/Public Services may be suspended or terminated by the Company at any time, for any or no reason, with or without notice.

9. Links to and from other apps and websites: Any links to third party apps and websites, including but not limited to payment gateways, APIs are provided solely for your convenience. We have not reviewed all of these third party apps and websites and do not control and are not responsible for these apps/websites or their content or availability. We do not endorse or make any representations about them, or any material found there, or any results that may be obtained from using them. If you decide to access any of the third party apps/websites linked to from our services, you do so entirely at your own risk.

10. Limitation of Liability and Limited Warranty. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT,THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY (IF ANY) WARRANTIES, DUTIES AND CONDITIONS OF OR RELATED TO: MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, ACCURACY OR COMPLETENESS OF RESPONSES, RESULTS, WORKMANLIKE EFFORT AND LACK OF NEGLIGENCE. ALSO, THERE IS NO WARRANTY, DUTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT THE SERVICE IS INHERENTLY COMPLEX AND MAY THEREFORE NOT BE COMPLETELY FREE OF ERRORS. YOU FURTHER ACKNOWLEDGE THAT THE PERFORMANCE OF THE SERVICE MAY BE AFFECTED BY ANY NUMBER OF FACTORS, INCLUDING WITHOUT LIMITATION, TECHNICAL FAILURE OF THE SERVICE, ACTS OR OMISSIONS OF THIRD PARTIES AND OTHER CAUSES REASONABLY BEYOND OUR CONTROL. WE WILL NOT BE LIABLE (WHETHER UNDER CONTRACT, TORT, INCLUDING NEGLIGENCE OR OTHERWISE) TO YOU, OR TO ANY THIRD PARTY FOR ANY LOSS OR DAMAGE, INCLUDING INDIRECT, SPECIAL CONSEQUENTIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER, AND INCLUDING, WITHOUT LIMITATION, ANY LOSS OR DAMAGE TO BUSINESS EARNINGS, LOST PROFITS AND OR GOODWILL, SUFFERED BY ANY PERSON, ARISING FROM AND/OR RELATED TO DELIVERY, USE, PERFORMANCE OF OR INABILITY TO USE THE SERVICE AND/OR ANY OF ITS COMPONENTS, WHETHER FORESEEABLE OR NOT, EVEN IF WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT, EXCEPT FOR THOSE LIABILITIES STEMMING FROM DOPPELIO’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, SHALL DOPPELIO BE RESPONSIBLE TO THE OTHER PARTY OR ANY PARTY FOR ANY DIRECT LIABLITY ARISING OUT OF, RELATED TO OR IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR ANY MATTER RELATING HERETO OR ARISING HEREUNDER, ON AN AGGREGATE BASIS IN EXCESS OF THE ACTUAL MONETARY CONSIDERATION RECEIVED BY DOPPELIO FROM SUCH PARTY FOR THE USE OF THE SERVICE HEREUNDER.

11. Termination of services: We may terminate your access and use of the Services (or any of them) and these terms at our discretion if we have good reason to believe you have breached these terms. In such circumstances you are not entitled to any refund. We may modify or discontinue, temporarily or permanently, the services (or any part of them) at our discretion. We will give you notice of such modification or discontinuance wherever possible. You agree that the Company shall not be liable to you or to any third party for any modification or discontinuance of the Services.

You may discontinue your use of the Services (or any part of them) at any time.

On termination of these terms for any reason:

a. all rights granted to you under these Terms shall cease;

b. you shall no longer have access to any Services; 

c. you must immediately cease all activities authorised by these Terms; and

d. you must immediately delete or remove Apps, if any, from your devices.

12. Assignment of Rights. You may not assign or transfer any rights you have arising from this Agreement or in connection with the Service, without our prior written consent. Any assignment or transfer of your rights under this Agreement will be null and void. You agree that in the event of a merger or acquisition of Doppelio with a third party, or if we organize the operation of the Service within a different framework, or through another legal structure or entity, or if we are acquired by, or merged into or with another entity we may assign this Agreement and our rights and obligations in relation to the Service and/or , to that third party, provided that the third party undertakes our obligations to you under this Agreement. Additionally, you agree that we may assign this Agreement and our rights and obligations in relation to the Service, to affiliates of Doppelio that are involved in the provision and sale of the Service and/or . Any assignment or transfer in violation of this subsection is void.

13. Complete Terms and Severability. This Agreement constitutes the entire and complete agreement between you and us concerning any use of, or in connection with the Service and/or . If any provision of this Agreement is held invalid or unenforceable, that provision must be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties and the remaining provisions will remain in full force and effect. No waiver, concession, extension, representation, alteration, addition or derogation from the Agreement, or pursuant to the Agreement, will be effective unless consented to explicitly and executed by both parties. Failure of a party to demand performance of any provision of the Agreement will not constitute a waiver of any right under the Agreement.

14. No-Competition; Your Representations. You represent and warrant that you are not a competitor of Doppelio and you are not using the Service to engage in, or permit others to engage in competition with Doppelio . You represent and warrant that: (i) you examined the Service and found it suitable to your needs; (ii) you are aware of and acknowledge the capabilities and limitations of the Service; (iii) you have all permissions and licenses, including under any applicable corporate policies, confidentiality and non-competition agreements, to upload data to the Service and use it through the Service.

15. Indemnification. You agree to indemnify and hold us (and our shareholders, officers, directors, employees, agents, affiliates, and licensors) harmless from any claim, costs, losses, damages, liabilities, judgments, expenses (including reasonable fees of attorneys and other professionals), payments, loss, loss of profits or any other damage, direct or indirect, pecuniary or non-pecuniary of any kind incurred, arising out of or in connection with, or incident to, whether directly or indirectly with any claim, action or proceeding (“claims”) by a third party arising out of (i) your or authorized users’ use of the service; (ii) your noncompliance with or breach of any of these terms, or (iii) the unauthorized use of the Service by any other person using your user information; or (iv) conduct you have engaged in or permitted others to engage in, that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or foreign law. At our option, you shall assume control of the defense and settlement of any claim subject to indemnification by you (provided that, in such event, we may at any time thereafter elect to take over control of the defense and settlement of any such claim, and in any event, you shall not settle any such claim without our prior written consent). Any failure of or delay by Doppelio to exercise or enforce any right or provision of the terms shall not constitute a waiver of this right or provision.  At our option, you shall assume control of the defense and settlement of any claim subject to indemnification by you (provided that, in such event, we may at any time thereafter elect to take over control of the defense and settlement of any such claim, and in any event, you shall not settle any such claim without our prior written consent).

16. Equitable Relief. You acknowledge that we will be irreparably harmed if your obligations and undertakings herein are not specifically enforced, and that we would not have an adequate remedy at law in the event of actual or threatened violation by yourself of such obligations and undertakings. Therefore, you agree that we are entitled to seek and obtain an injunction, without bond, and/or any other appropriate decree of specific performance or any other appropriate equitable relief in the event of actual or threatened violation by yourself of any of the terms hereof.

17. Governing Law; Jurisdiction. This Agreement and your use of the Service will be governed by and construed in accordance with the laws of India, without giving effect to any choice of law or conflict of law rules or provisions.. You agree to resolve any dispute or claim that you may have against us and to submit to personal jurisdiction in the exclusive jurisdiction of courts in Bangalore, Karnataka.

18. Force Majeure. Neither party will be liable for delays or any failure to perform the Service or in respect of the or this Agreement due to causes beyond its reasonable control. Such delays include, but are not limited to, fire, explosion, flood or other natural catastrophe, governmental legislation, acts, orders, or regulation, strikes or labor difficulties, to the extent not occasioned by the fault or negligence of the delayed party.

19. No Agency. The Agreement does not create in any way a partnership, joint venture, employment relationship, franchise, agency or any other similar relationship between the parties. Nothing in the Agreement shall be interpreted or construed as creating or establishing any such relationship.

20. Survival. Any provisions related to proprietary protection, confidentiality, intellectual property, limitation of liability and warranty, customer data, indemnification, dispute resolution shall survive the termination or expiration of this Agreement, and shall continue to remain in full force and effect.

21. Contact: Questions, comments and requests regarding our Terms are welcomed and should be addressed to Doppelio via email at info@doppelio.com 

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